On November 6, 2012, Red Mountain Resources,
Inc. (the “Company”) entered into a stock purchase agreement with a stockholder of Cross Border Resources, Inc. (“Cross
Border”) pursuant to which the stockholder agreed to sell 1,049,628 shares of common stock of Cross Border in exchange for
the issuance of 2,099,256 shares of the Company’s common stock. The closing of the stock purchase agreement will occur on
December 3, 2012 or such later date as the parties agree. The offer and sale of the Company’s common stock will be made in
reliance on the private placement exemption from the registration requirements of the Securities Act of 1933, as amended, provided
by Section 4(2) thereof and Rule 506 of Regulation D promulgated thereunder. The offer and sale of the Company’s common stock
will be conducted without general solicitation or general advertising, the purchaser represented that it was an “accredited
investor” as defined in Rule 501 of Regulation D, and the purchaser represented that the common stock was acquired for its
own account and was not intended to be sold or disposed of in violation of securities laws. The common stock to be issued to the
purchaser will also contain appropriate restricted stock legends.

As of November 6, 2012, the Company owned
of record 6,708,096 shares of Cross Border common stock, representing 41% of the outstanding shares of common stock of Cross Border.
In addition, as of November 6, 2012, the Company had outstanding stock purchase agreements pursuant to which it had agreed to acquire
an additional 2,260,627 shares of Cross Border common stock and owned warrants to acquire an additional 2,136,164 shares of Cross
Border common stock.

Debenture
Purchase Agreements

On October 22, 2012, the Company entered
into a debenture purchase agreement with a holder of Senior Series 2009A Debentures (the “2009A Debentures”) and Series
2009B Debentures (the “2009B Debentures”) of O&G Leasing, LLC pursuant to which the holder agreed to sell an aggregate
of $715,000 principal amount of 2009A Debentures and $280,000 principal amount of 2009B Debentures, plus any accrued and unpaid
interest, in exchange for the issuance of 902,075 shares of the Company’s common stock.

On October 22, 2012, the Company entered
into a debenture purchase agreement with a holder of 2009B Debentures pursuant to which the holder agreed to sell an aggregate
of $200,000 principal amount of 2009B Debentures plus any accrued and unpaid interest, in exchange for the issuance of 187,816
shares of the Company’s common stock.

The closing of the debenture purchase agreements
is expected to occur prior to the end of the third quarter of fiscal 2013.

The offer and sale of the Company’s
common stock will be made in reliance on the private placement exemption from the registration requirements of the Securities Act
of 1933, as amended, provided by Section 4(2) thereof and Rule 506 of Regulation D promulgated thereunder. The offer and sale of
the Company’s common stock will be conducted without general solicitation or general advertising, each of the purchasers
represented that it was an “accredited investor” as defined in Rule 501 of Regulation D, and each purchaser represented
that the common stock was acquired for its own account and not with a view to resale or distribution. The common stock to be issued
to the purchasers will also contain appropriate restricted stock legends.

SIGNATURE

Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Newest 8-K & 10-Q Forms

Site Links

Based on public records. Inadvertent errors are possible. Getfilings.com does not guarantee the accuracy or timeliness of any information on this site. Use at your own risk.
This website is not associated with the SEC.